MEDICI FINANCIAL, INC. TERMS OF USE

IMPORTANT - READ CAREFULLY:  These "Terms of Use" constitute a legal agreement between you and Medici Financial, Inc. d/b/a "Medici Financial Incorporated" ("Medici," "we," or "us").  You are a current or prospective borrower.  By clicking "accept" below, you will be agreeing to the terms of this Agreement as set forth below.  Furthermore, by clicking "accept" you do confirm to us that you are "signing" this Agreement for all purposes under applicable law. 

Medici Financial, Inc. Terms of Use

1.         Agreement:  This Agreement constitutes the entire agreement between you and us with respect to your using our website (the "Website").  By clicking the "accept" button you have accepted the terms of the Agreement.  We are in the business of providing short-term loans to enable people to purchase and/or improve real estate properties for investment and resale.  Our clients and potential clients may use the Website to obtain information, provide contact information to us, apply for loans online, and request draws online.  To utilize any of the latter three functions (the "Restricted Features"), we do require that you expressly assent to the terms of this Agreement. 

2.         Term:  The "Term" of this Agreement will begin on the date you click that you "accept" the terms of this Agreement and end upon notice from one party to the other that the Term has ended.  Either party may terminate the Term at any time for any reason.  Upon termination you will not be permitted to use any of the Restricted Features.  After termination of the Term, the terms of this Agreement will continue to apply to any information we have already provided to you or that you have provided to us. 

3.         Reservation of Right to Change Terms:      We reserve the right to change any of the terms of this Agreement by making the change available to be viewed on this Website and sending an email to the last email address you have given to us and such change will be effective immediately with respect to any continued or new use of this Website. 

4.         Account and Password:          You are responsible for maintaining the confidentiality of any account name and password provided to you.  You are solely responsible for uses of any account provided to you, whether or not authorized by you.  You agree to immediately notify us of any unauthorized use of any account of yours.

5.         Restrictions:   You agree to the following restrictions:

            (a)        You will not use this Website for any purpose that is contrary to law.

(b)        You will not use this Website for any purpose if you are under eighteen (18) years of age.

(c)        You will not reprint, republish or distribute in any way, any information or materials found on our Website except as expressly permitted on the Website.

(d)        You will not use any of the information on our Website for sending emails or for                                     solicitation purposes or for any similar purposes.

(e)        You will not provide to us any information that is incorrect, such as an incorrect name, address, email address or any other incorrect information in an application for a loan, draw or otherwise.

(f)         You will not submit any information that is defamatory, obscene, threatening, abusive or hateful. 

(g)        You will not access data not intended to be accessed by users of the site or attempt to probe, scan or test the vulnerability of our site or attempt to interfere with any service available on our site, change content on our site, take other actions which impose an unreasonable or disproportionate load on our site, send unsolicited email, including promotions and/or advertising of products or services, to addresses obtained from  our site,  forge any email address, newsgroup or name in connection with this site and/or use a password, name or identification which is not your own in accessing our site.  

(h)        You will not attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way used on our Website. 

(i)         You will not use our Website, or any part of our Website, to create a competing Website or for any other purpose other than to consider obtaining, applying to obtain or obtaining financing from us. 

6.         Representations and Warranties:     You represent and warrant to us that all of the information that you submit to us will be true and correct and not contrary to law or in violation of the rights of any party.  You agree not to provide photos or any content which is or may be, in whole or in part: false, unlawful, criminal, fraudulent, misleading, infringing, libelous, slanderous, defamatory, profane, racist, sexist, threatening, inflammatory, obscene, invasive of personal or privacy rights, promoting or soliciting for commercial purposes, containing any known viruses or bugs, or which is otherwise harmful, offensive, inappropriate, or unprofessional.  

7.         Disclaimer:     you recognize and agree that we are providing all the services we provide “as is” without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties of merchantability, fitness for a particular purpose, compatibility, security, accuracy or non-infringement.  to the fullest extent permitted by law, we and our members, managers, shareholders, directors, advisors, attorneys, agents, employees, officers, suppliers and subcontractors (the “Medici parties”) make no warranties and shall not be liable for any use of or circumstances relating to the use of this website including, but not limited to, for negligence.  we do not represent or warrant that we  will or are able to make any particular loan or that you will qualify for any particular loan.

8.         Indemnity:      You hereby agree to indemnity and hold us and the other Medici Parties harmless from any and all losses, including, but not limited to, attorneys fees, that any one or more of the Medici Parties may incur as a result of your violation of any of the terms and conditions of this Agreement, including, but not limited to, your breach of any of the warranties or representations.  You further agree to indemnify and hold each of the Medici Parties harmless from any and all losses, including, but not limited to, attorneys fees, that any one or more of the Medici Parties may incur as a result of any claims by you against any one or more of the Medici Parties even if such claim is based on the negligence of any one or more of such parties.

9.         Limitation of Liability:           You assume full responsibility and risk of loss resulting from your use of this website and any information on this website and relating to loans or services you obtain  on this website.  under no circumstances shall we or any of the other Medici parties be liable for any indirect, punitive, special or consequential damages even if we or any of the other Medici parties have been advised of the possibility of such damages.  the limitations set forth in this section are in addition to all of the other disclaimers and limitations of warranties and liabilities set forth in this agreement.

10.       System Integrity:       You may not use any device, software or routine, including but not limited to any viruses, trojan horses, worms, time bombs, cancelbots or denial-of-service attacks, intended to damage or interfere with the proper working of the Website or any transaction being conducted on our site, or to surreptitiously intercept or expropriate any system, data or personal information from the Website. You may not take any action that imposes an unreasonable or disproportionately large load on our infrastructure, including but not limited to "spam" or other such unsolicited mass emailing techniques.

11.       General Disclaimer:  The Website is provided "AS IS" and may contain technical inaccuracies or typographical errors.

12.       Ownership of Proprietary Rights:     It is understood and agreed that we own all intellectual property rights relating to the Website including, but not limited to, copyrights, trademarks, and service marks in the materials that we provide.  You will use those materials only to consider whether to file applications for loans, actually file applications for loans and file applications for draws with us or for such other purposes as we may expressly permit in writing.

13.       Links: We may provide links on this Website to sites operated by other parties for your convenience.  Because we have no control over these sites, we cannot take responsibility for their operation or for the content, services or merchandise featured on or made available through them. 

14.       Anti-Spam:     Medici Financial, Inc. has absolutely no tolerance for spam or unsolicited bulk email.  You agree that you will refrain from spamming fellow users of the Website in email or otherwise, and/or any form of harassment.  This can result in immediate termination of your account from the Website, as well as legal consequences. 

15.       Assignment:   You may not assign any of your rights or obligations under this Agreement to any other party.  We may assign any of our rights and obligations without restriction.

16.       Georgia Law and Jurisdiction: The terms of this Agreement will be governed by and construed in accordance with the laws of the State of Georgia, without regard to its principles of conflicts of laws.  Any dispute arising between the parties shall be brought before any state or federal court located in Fulton County, Georgia having jurisdiction over such a dispute, if proper venue lies in Fulton County, and, otherwise, such other county in Georgia in which such proper venue lies.  By using this site you irrevocably submit to the jurisdiction of the above-mentioned courts for purposes of resolving any such dispute, and waive any claim or defense of inconvenient forum or lack of personal jurisdiction. 

17.       Contact Information:  You may reach us for any purpose at our then current email or physical address which now are: 

            Email:                           Medici3@bellsouth.net

                     Mail or Courier:            Medici Financial Incorporated

                                                     320 Ormond Street, S.E.

                                                     Atlanta, Georgia  30315-2027.

Our effective email and physical addresses will always be the ones last posted on this Website. 

18.       Reporting Violations:   If you become aware that any other person is violating any of the terms and conditions of this Website, please notify us immediately.

19.       Compliance With Laws:  You agree to comply with all applicable laws, statutes, ordinances and regulations regarding your use of this Website. We may, in our sole discretion, report actual or perceived violations of law to law enforcement or other appropriate authorities.

20.       Website Security:  So that this Website remains to the extent possible open and available to all users, we have mechanisms in place to identify unauthorized attempts to gain access to secured sites, upload or change information or any image, inject any harmful elements, or otherwise cause damage. Regardless, even though we strive to keep these mechanisms up to date, due to technical uncertainties, we are unable to make any representation or warranty that the content, information, or links in this Website are secure and free of data-processing errors, technical glitches, operational problems, interruptions, errors, bugs, worms, viruses, unauthorized third party access, or any other harmful elements. YOU REMAIN SOLELY RESPONSIBLE FOR THE SECURITY AND PROTECTION OF YOUR SYSTEMS WHEN USING THIS SITE. Unauthorized attempts to upload, insert, or change any information or image on this Website or cause harm are strictly prohibited and will be punishable to the full extent of the law, including the Computer Fraud and Abuse Act.

21.       Changes to Website: It is understood that we may make any changes to the Website at any time and from time to time as we may desire without restriction.

22.       Miscellaneous:          

22.1     Right to Use Submissions of Information and Ideas.    We reserve the right to do what we want with any information, ideas and the like you submit to us.  If you have any information or idea you do not want us to use without payment to you do not provide that information or idea to us. 

22.2     Governing Law.  This Agreement shall be governed by and construed in accordance with the law of the State of Georgia.

22.3     Further Actions.  You agree to execute any and all documents and take any other actions reasonably required to effectuate the purposes of this Agreement.

22.4     Counterparts.  This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument.

22.5     Interpretation.  The fact of authorship by or at the behest of a party shall not affect the construction or interpretation of this Agreement.

22.6     Relationship of the Parties.  

(a)                The parties agree that there is not and will not be any partnership, joint venture, employer-employee, master-servant, or franchisor-franchisee relationship between the parties hereto.

(b)               In connection with the above, you agree and acknowledge that you are and will be responsible for paying any employees working for you, making deductions required by law, and reporting compensation for such employees as required by law.  You hereby represent and warrant that you have to date filed and will in the future file all Federal and State income tax returns on your income when due.  You further represent and warrant that you have to date paid, and will in the future pay, all taxes and assessments on your income required under applicable law including Federal and State income taxes and FICA.

(c)                You hereby agree to indemnity and hold us harmless from any and all claims, including attorney’s fees, that may be incurred by you resulting from your failure to comply with any provision of this section of this Agreement including any violation of the warranties and representations set forth herein.

            22.7     Amendments.   No amendment or other change of this Agreement shall be effective unless and until set forth in writing and signed on behalf of each of the parties.

            22.8     Notices.   Any notice to you will be effective when emailed to the last email address you have given to us.  Any notice to us will be effective when delivered as provided in "17" above.

            22.9     Entire Agreement.     This Agreement embodies the entire agreement and understanding of the parties, and supersedes all prior agreements, representations and understandings between the parties hereto, relating to the subject matter hereof.